Relay Therapeutics (NASDAQ: RLAY) exec sells 1,490 shares for taxes

Filing Impact

(Neutral)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

Relay Therapeutics, Inc. President of R&D Donald A. Bergstrom reported a small, tax-related share sale. On April 28, 2026, he sold 1,490 shares of common stock at $14.79 per share. A footnote explains the sale covered income tax withholding on 5,012 RSUs that vested on April 27, 2026 and that he had no discretion over the transaction, which followed company policies for RSU vesting. After this sale, he directly holds 418,557 shares, including 15,037 shares underlying RSUs.

Insider Trade Summary

Net Seller: 1,490 shares ($22,037)

Net Sell 1 txn

Insider Bergstrom Donald A

Role President, R&D

Sold 1,490 shs ($22K)

Type	Security	Shares	Price	Value
Sale	Common Stock	1,490	$14.79	$22K

Holdings After Transaction: Common Stock — 418,557 shares (Direct, null)

Footnotes (1)

Sale of shares to cover the reporting person's income tax withholding obligations upon the vesting of 5,012 shares of restricted stock units ("RSUs") on April 27, 2026. The reporting person had no discretion with respect to such sale, which was transacted in accordance with the Issuer's policies regarding the vesting of RSUs. Includes 15,037 shares underlying RSUs.

Key Figures

Shares sold: 1,490 shares Sale price: $14.79 per share Shares after transaction: 418,557 shares +2 more

5 metrics

Shares sold 1,490 shares Common stock sold on April 28, 2026

Sale price $14.79 per share Price for 1,490 shares sold

Shares after transaction 418,557 shares Direct holdings following the sale

RSUs vested 5,012 RSUs RSUs vesting on April 27, 2026

RSUs outstanding 15,037 shares Shares underlying RSUs included in holdings

Key Terms

restricted stock units ("RSUs"), income tax withholding obligations, open-market sale, President, R&D, +1 more

5 terms

restricted stock units ("RSUs") financial

"Sale of shares to cover the reporting person's income tax withholding obligations upon the vesting of 5,012 shares of restricted stock units ("RSUs")"

Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.

income tax withholding obligations financial

"Sale of shares to cover the reporting person's income tax withholding obligations upon the vesting of 5,012 shares of restricted stock units"

open-market sale financial

"transaction_action: open-market sale; transaction_code_description: Sale in open market or private transaction"

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

President, R&D financial

"Bergstrom Donald A serves as President, R&D of Relay Therapeutics, Inc."

shares underlying RSUs financial

"Includes 15,037 shares underlying RSUs."

Form 4 Insider Transactions: What Each Field Means →

04/30/2026 - 04:20 PM

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Bergstrom Donald A

(Last)

(First)

(Middle)

C/O RELAY THERAPEUTICS, INC.

60 HAMPSHIRE STREET

(Street)

CAMBRIDGE

MASSACHUSETTS

02139

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Relay Therapeutics, Inc. [ RLAY ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	President, R&D

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/28/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	04/28/2026		S		1,490⁽¹⁾	D	$14.79	418,557⁽²⁾	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Sale of shares to cover the reporting person's income tax withholding obligations upon the vesting of 5,012 shares of restricted stock units ("RSUs") on April 27, 2026. The reporting person had no discretion with respect to such sale, which was transacted in accordance with the Issuer's policies regarding the vesting of RSUs.

2. Includes 15,037 shares underlying RSUs.

	/s/ Soo-Yeun Lim, as Attorney-in-Fact	04/30/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Relay Therapeutics (RLAY) report for Donald A. Bergstrom?

Relay Therapeutics reported that Donald A. Bergstrom sold 1,490 common shares. The sale occurred on April 28, 2026 at $14.79 per share and was tied to covering income tax withholding obligations from recently vested restricted stock units.

Was the Relay Therapeutics (RLAY) insider sale a discretionary open-market trade?

No, the sale was not discretionary. A footnote states the 1,490-share sale was executed solely to cover income tax withholding on 5,012 vested RSUs, and Bergstrom had no discretion, as the transaction followed company policies for RSU vesting and related tax handling.

How many Relay Therapeutics (RLAY) shares does Donald A. Bergstrom hold after this Form 4?

After the reported transaction, Bergstrom holds 418,557 Relay Therapeutics common shares directly. This total includes 15,037 shares underlying restricted stock units, indicating the reported sale represents a small portion of his overall equity position in the company.

What RSU activity at Relay Therapeutics (RLAY) triggered the insider tax sale?

The sale was triggered by the vesting of 5,012 restricted stock units on April 27, 2026. To satisfy income tax withholding obligations arising from this vesting, 1,490 shares were sold automatically in accordance with Relay Therapeutics’ policies governing RSU vesting and tax remittance.

What role does Donald A. Bergstrom hold at Relay Therapeutics (RLAY)?

Donald A. Bergstrom serves as President, R&D at Relay Therapeutics. His Form 4 filing reflects equity compensation activity and associated tax withholding, including a small, non-discretionary share sale linked to the vesting of restricted stock units granted as part of his compensation.